Heirs to Lyoko : Episode One : Ghosts
by Taidine
Summary: Five years after the mysterious disappearance of the the original Lyoko Warriors, a new cast searches for answers. Complete with memory transfers, mystery, comic relief, and annoying siblings.  Written in screenplay format.
1. Cast List

CAST (in order of appearance) 

BROOKE is a student in ninth grade at Kadic. She is of Amerindian descent, and this is evident in her appearance although never alluded to otherwise. She has broad, flat cheekbones, a coffee-with-cream complexion, and straight, black hair with several small braids in it. Her outfit is best described as Bohemian – a headband with tribal patterns, a skirt, a shirt with a beaded fringe, large hoop earrings. She speaks in an overly precise manner and her demeanor is phlegmatic, droll: she knows more words then you, but she won't be too condescending about it.

ELLIE is a newcomer, just starting sixth grade. She has pale skin, jagged red hair, and angular features. There is an overwhelming air of childishness about her, starting with her shrill voice and sloppy use of language but not ending there. She postures aggressively, always trying to push peoples' buttons; the moment they flare up, though, she becomes indrawn and whiney, victimized. When we first see her, she wears a shirt with a turtle logo and jeans.

DERRIK is Ellie's older brother, a student in the eighth grade. He didn't inherit the redhead gene, and his features are blunter, but he does have a pale complexion, accentuated by his short, brown hair. He personifies 'the decent sort,' an amicable, stolid fellow who can get on well enough with anyone. He rarely seems too worried, and, although not flippant, often fails to see the gravity of a situation. He has a hoarse, nasal voice with a hint of gravel, as though he smokes (he does not, to clear up any misconceptions); his outfit tends towards collared button-ups and neat, dark slacks.

DIANA is in Brooke's grade and from the same commune. She's the rebel, the spitfire, burningly serious warrior. In direct defiance to her liberal, peace-out upbringing, she has become a jock and an aggressor. She has studied everything from martial arts to sharpshooting, and her movements reveal grace and athletecism, with a brusque façade not quite concealing the physical power bottled up beneath it. She has blonde hair pulled back into two severe braids, but you would never mistake her for a cheerleader – too angular and wiry, with a perpetual smirk. She has a slightly higher voice then Brooke, and employs it for cutting sarcasm. Her outfits tend towards jeans and tank-tops.

MS. HERTZ hasn't been changed by the last eight years. She still teaches science, and probably will until Kadic is shut down.

MS. RUCCI is the new gym teacher, a short woman with closely cropped blonde hair. She is lean, loud-voiced, and athletic. A harsh taskmistress, she forces students to work in gym, but works almost as hard herself, actively demonstrating their various exercises. She often vanishes for basketball tournaments, etc, and seems to have an inexhaustible supply of boyfriends.

MR. ZAREGO is the drama teacher, a rather ordinary-looking fellow, brown hair and glasses, who couldn't quite make it on Broadway and found himself drawn back to France where he took a teaching position. He often affects an accent when addressing his class and is an old hand at student tricks, hard to put one over.

ZAO QUIN is a drama student and friend of Derrik's. He's of Asian descent, with pale skin and black hair he wears in a long ponytail. His wardrobe is impressively eclectic, ranging from trench coats to Hawaiian shirts, although most days you'll find him in a tee and jeans. He tends to wear a fake mustache – don't ask – and speaks with some indefinable accent that emphasizes consonants and pinches off the endings of words. Like Derrik, he is not given to solemnity; in fact, he is the wise-cracking comic relief of the group.

CASHAY is a girl in Zao's drama class. She has dark skin, wears her hair in a complex braid down her back, and speaks in a very soft voice unless she's acting, in which case it becomes loud, dramatic, and usually acquires a High English accent.

MS. ROBERTS is the new principal, who took over when Mr. Delmas retired after the mysterious death/disappearance of his daughter. She is in her mid thirties and unexpectedly pretty for a teacher, with dark skin, dramatically large eyes, and short, neat black hair. Universally disdained by the student body, she only involves herself with the more mundane workings of the school to veto clubs and/or events. Has a rich, precise voice and tends to wear 'trendy' clothes.

SIKHANDER is a ninth-grade student. He is Arabic in appearance, with dark skin, darker eyes, and curly black hair just long enough to look unkempt. He has something of an accent, though his English is good. He is cautious, intense, and introverted. His outfit consists of an unbuttoned button-up shirt over a T-shirt and jeans.


	2. Act one, scene one

ACT ONE 

SCENE ONE

INSERT – SKETCH OF ORIGINAL LYOKO GANG

As the last notes of the themesong play, a still picture of the five original members of the Lyoko gang (Jeremie, Yumi, Ulrich, Odd and Aelita) fades into a fairly good sketch of them, with Odd's signature in one bottom corner.

BROOKE (VOICEOVER): They vanished five years ago, and they haven't been heard from since.

INT. KADIC DORMS - HALLWAY - CONTINUOUS

The camera pulls out. We can see the picture is hung on the wall; we also see BROOKE and ELLIE, or at least the backs of their heads. They're both looking at the picture.

ELLIE (scornfully): C'mon, I'm not that dumb. Five kids? The police would have found something.

BROOKE (shrugging): 'tis truth. The last person to live in this dorm passed it to me, as I now pass it to you.

ELLIE: Well, if you're making up ghost stories, I've heard better.

She bends over to pick up two large bags.

BROOKE: Nah, I wouldn't make up something that dumb.

With a last lingering look at the picture, she turns sideways to face Ellie.

BROOKE (CONT'D): Need a hand with that?

ELLIE: If I did, I would have asked.

She lifts both bags, turning to face the camera, showing some strain from the weight.

ELLIE (CONT'D): Anyway, it's been great. Not. I'll probably see you around.

By the way she says it, this is unfortunate.

Ellie walks towards the camera and slams a door, blocking our view. Closeup on Brooke, looking at the closed door with a bemused expression, then wide angle from the left end of the hall. We see that Brooke is not alone; DERRIK is approaching from the right end of the hall.

BROOKE (a directionless comment): What a snot.

Derrik is almost derailed, but he's only a few feet away from Brooke now, so he plunges ahead with what he was planning to say in the first place.

DERRIK: Uh – I wanted to thank you for helping my sister get settled in.

There is an awkward pause. Brooke stares at Derrik, who returns her gaze. She breaks first, looking down at her feet.

BROOKE: She's your sis…

Realizing this is not the best tact to take, she breaks off and looks up, silently agreeing to play along. Derrik acknowledges this with an infinitesimal nod.

BROOKE (CONT'D): No problem, really. I'm Brooke.

She extends one hand to shake. The camera begins to pan slowly, circling around the two so that, by her next line, we're looking at her over Derrik's shoulder.

DERRIK: No big deal. She's my sister, I know what she's like. The name's Derrik, by the way.

He shakes her hand.

DERRIK (CONT'D): But what's with the ghost stories?

BROOKE (shaking her head): Believe it or not, it's real. There are articles about it in the school newspaper archive.

Over Brooke's shoulder of Derrik.

DERRIK: You looked?

Over Derrik's shoulder of Brooke, who nods smugly.

BROOKE: Yup.

New angle, wide, from the left end of the hall. Brooke turns her back on Derrik and begins to walk towards the camera.

BROOKE (CONT'D): In fact, I found the hatchway where they were supposedly last seen, which is more then the police managed.

Derrik begins walking after a moment, realizing she fully intends to leave him in the middle of the hallway if he doesn't.

BROOKE (CONT'D): I'll show you where some time. Got any classes this afternoon?

They walk past the camera, side by side.

DERRIK: Well, just a seminar thing. I don't think it's mandatory…

The point of view travels back up the hall, their conversation fading, to the doorway of Ellie's dorm. The door is partly ajar, and Ellie is peering out through the crack.


	3. Act one, scene two

SCENE TWO

BROOK'S TRANSITION CARD (we do not see her Lyoko appearance - her portrait is two dimensional, making it most similar to Jeremie's card from the original Lyoko series)

EXT. KADIC – CLASS BUILDING – LATE AFTERNOON

A long shot, showing the entire building and some of the surrounding area. The grounds are empty. A dismissal bell RINGS.

Wide angle of the front doors. Brook is standing to one side of them, nonchalantly. Camera slowly zooms closer until only Brooke and the doors are framed. She is wearing a small backpack appliquéd with a peace sign and holds a flashlight in one hand.

The doors open, and a crowd of students emerge. Derrik is among them, carrying two or three books under one arm.

Full body shot. We are in the crowd now: it's confusing, more people then you can keep track of. There is a susurrus of voices. Derrik is centered in the frame. Brooke enters from the right, grabs Derrik by the arm, and pulls him off screen in the same direction.

New angle, the brick façade of the class building, just to the right of the door and steps. Brooke and Derrik enter from the left. The crowd is still audible, but much fainter.

DERRIK (confused): Uh… are we going somewhere?

BROOKE: Yup.

They keep walking, Brooke tugging Derrik along behind her by his wrist. The camera follows. At the edge of the building, they are joined by Ellie, who is excited but trying not to show it.

ELLIE: Hey, Derrik.

Brooke stops and releases Derrik's captive arm so Ellie can give him a quick hug.

DERRIK: What –

Ellie cuts him off.

ELLIE (to Brooke): So? Which way?

Brooke begins walking again, and waves her hand backwards at Ellie.

BROOKE: It's into the woods a bit. This way.

EXT. WOODS – LATE AFTERNOON - CONTINUOUS

DERRIK (loud and frustrated): Where are we going?!

ELLIE (still forcing a casual attitude): Brooke said she'd show me the place where those students disappeared.

DERRIK: Uh… okay.

BROOKE (looking back over her shoulder): She's trying to call my bluff, but as I said, the story's as real as anything in a history text book. More so then some.

They have passed into the woods now. Ellie is almost skipping, Derrik looks disgruntled, and Brooke is pressing forward stolidly. A series of shots follow their movement through the woods – stepping over a log, pushing back twigs, coming around a tree, etc. – and end --

EXT. WOODS – LATE AFTERNOON – SEWER ENTRANCE - CONTINUOUS

-- on a high-angle shot of the three clustered around the entrance to the sewers.

ELLIE: The sewers?

Cut to a full body of the three of them, interspersed with close-ups as they talk.

BROOKE (with an irrepressible grin): It's the last place they were seen.

ELLIE: I don't think that proves anything.

Brooke crouches down, drops her flashlight, and shoves aside the cover of the hatch, then indicates the shaft downward with one extended hand.

BROOKE: Well, how about this?

A shot looking up from the bottom of the shaft. Brooke and Ellie lean over the top of the hole, peering downward toward the camera.

POV shot, Brooke. At the bottom of the shaft is the wreckage of a skateboard.

ELLIE: A wrecked skateboard?

Return to the full body shot as Brooke straightens up. Ellie remains crouched, peering downward.

BROOKE: It says 'Odd Della-Robbia' on the bottom.

ELLIE: I wanna see!

She lifts her head, swings her legs over the lip of the tunnel, and begins climbing down. Insert of her hand snatching Brooke's flashlight from where it is lying neglected on the grass.

Derrik kneels across the hole from Brooke.

DERRIK: Is that safe?

BROOKE (shrugging): I've done it before. As long as she doesn't go too far down the tunnel.

Over Brooke's shoulder shot of Derrik.

DERRIK: Tunnel? What's down the tunnel?

Brooke's profile. She shrugs again.

BROOKE: I haven't the faintest idea. Never got that far.

Long shot. Brooke and Derrik look towards the hatch.

INT. SEWER TUNNELS – LATE AFTERNOON - CONTINUOUS

Following their gazes, the camera plunges down the shaft, to where Ellie is standing at the bottom, poking around in the remains of the skateboard. She picks up a piece with writing on it in black sharpie and switches on Brooke's flashlight, shining it onto the board. In the beam, we see it does indeed read Odd Della-Ro, although the rest is lost where the skateboard broke.

Ellie drops the fragment and swings the flashlight towards one wall. Caught in the circle of light it casts: scorch marks blackening the wall. Ellie walks closer to examine them, and after a moment, her gaze is drawn to the long tunnel ahead.

Throughout all this, we can hear Brooke and Derrik talking at the top of the shaft, but their voices are so muffled it's impossible to make out the words. The sound of their conversation fades even further as Ellie begins to walk down the tunnel, footsteps echoing.

Off on her back as she walks down the tunnel, shining the flashlight ahead of her, cut to –

EXT. WOODS – SEWER ENTRANCE - LATE AFTERNOON

--Brooke and Derrik are sitting at opposite ends of the hole, still talking.

BROOKE: The next time I tried, I realized about ten steps in I forgot to bring batteries for my flashlight. Not that it's really so dark you need a flashlight, but it didn't seem right, y'know?

DERRIK: So you've never been farther then the skateboard.

BROOKE: Right.

After a brief pause, Brooke realizes the conversation is dead and drops to her stomach to peer down the hole.

BROOKE (CONT'D): Ellie!

Another pause, this one silent and expectant. Derrik joins Brooke in staring down the shaft.

DERRIK: Ellie?

Shot looking down the hole. Except for the skateboard, it is completely empty.

Return to full body shot.

DERRIK (CONT'D) (dismayed but not especially surprised): Oh, no.

BROOKE: We'll find her.

As she speaks, she sits up and reaches for her flashlight, looking mildly surprised when she realizes it isn't there.

Derrik is lost in his own private world of self-beration, staring at the sky, and does not notice or care that Brooke's light has also vanished.

DERRIK: I knew she'd do this! Why did I let her go down there?

BROOKE (grabbing his wrist and cutting him off impatiently): We'll find her. Geeze. C'mon.


	4. Act one, scene three & four

SCENE THREE

ELLIE'S TRANSITION CARD (again, we see only her two-dimensional appearance, and she is not alone – instead, she is pictured standing back to back with YUMI. However, only Ellie's name appears on the card.)

EXT. FACTORY – BRIDGE – LATE AFTERNOON

A long shot, establishing. Cut to the sewer hatch directly in front of the bridge, which opens to let Ellie out.

Ellie looks around, spots the Factory and, with a nod, begins walking towards it.

With a steadfast but slightly guilty demeanor, Ellie crosses the bridge and enters the Factory. Music plays – soft, but threatening.

INT. FACTORY – ENTRY FLOOR – LATE AFTERNOON

She slides down the ropes and walks through the large, empty room. At one wall, the elevator stands invitingly open.

INT. FACTORY - ELEVATOR

Looking about furtively, Ellie steps in. It immediately begins to sink. She gasps, then whirls around, but it's too late to jump out now. The idea that this might be dangerous occurs to Ellie for the first time now – we see it flash across her face, and she begins punching elevator buttons at random. This has no discernable effect.

INT. FACTORY – COMPUTER ROOM

The elevator doors open. The point of view is behind Ellie, so she is silhouetted against the computer room. Her shoulders tense, then drop as she takes in the incredible sight.

The computer room is darker then it was in Jeremie's day. The holographic map and most of the screens are turned off; the only light comes from the central computer monitor, which is fizzing with 'snow,' interference static.

Come around to see Ellie's face, where curiosity is warring with good sense. Curiosity wins.

New angle as Ellie steps out of the elevator and walks over to the main screen. The elevator doors close behind her, but she doesn't notice. She places one hand on the headrest of the computer chair. The other drops the flashlight she is still holding next to the keyboard.

Suddenly, the static snaps off. Ellie jerks, then leans closer. The picture on the screen is a headshot of JEREMIE.

Zoom in until the computer screen fills our screen.

Jeremie is speaking feverishly but somewhat awkwardly, as though even a dire emergency can't completely overcome stage fright. Behind him, the doors of the elevator and other bits of the computer room are dimly visible.

JEREMIE: Uh, hi. I'm Jeremie. Um… look, if you're listening to this recording, the world is in serious danger. The whole world. Because it won't activate unless XANA…

AELITA (from off screen, breathless): Jeremie, Ulrich can't hold them off much longer!

Jeremie glances quickly backward, towards where Aelita's voice originated, then turns back to the computer screen with renewed intensity.

JEREMIE: Right. There's no time to explain. Go into the elevator and press the button at the bottom. That will take you to the scanner rooms. When you get there, step into the tubes. The fate of the world…

He is interrupted by the sound of lasers being fired. Once again, he glances quickly away from the screen

JEREMIE (CONT'D): Yumi, get Aelita down to the scanners now! (He turns back to the computer screen and finishes all in one breath) Just do it!

Snow once again covers the screen. Long shot. Ellie is now sitting in the chair in front of the computer. She cocks her head to one side, trying to absorb what she just saw. After a moment, she taps the enter key on the keyboard. No effect. She tries a few more buttons – still nothing. Frustrated, she slams her palm against the keyboard and pushes the chair back, away from the desk.

New angle, from the back of the computer room. The monitors are dark squares. We can see Ellie behind them, lolling in her seat; we can also see the doors of the elevator, which open to reveal Derrik and Brooke. Derrik is still carrying several books, and Brook is holding her backpack by one strap.

DERRIK (striding out of the elevator): El-lie, what were you – huh?

He is cut off as the computer screen resolves and begins to play the same recording again. The shot is now from one side; Brooke drops her backpack by the elevator and walks across the room to stand in front of the monitors.

BROOKE (over Jeremie's voice): What's this?

ELLIE: It started playing when I walked in.

DERRIK (to Brooke): What is this place?

BROOKE: The Factory, I think. I've never heard any other name used. It's supposed to have been abandoned for years.

ELLIE (never looking away from the screen): I think we should do what it says.

BROOKE (shaking her head): Nah, things like that aren't meant for us mere mortals.

Nevertheless, she watches the computer screen, brow furrowed. She's realizing she has seen Jeremie's face before, but she hasn't quite matched it to the sketch in the hallway or the photos she's seen in the newspaper archives yet.

The recording comes to an end, and is again replaced by static.

DERRIK: We should probably get back to school now.

ELLIE (sulky): Well, I'm going to do it.

DERRIK (sounding almost paternal): You're already in enough trouble. Don't push it.

ELLIE (with her nose in the air): Fine, then, don't come.

She presses the elevator button; the doors slide open, and she steps in.

BROOKE: I must admit, I'm a bit curious myself.

Brooke grabs her backpack and follows Ellie into the elevator. Both girls regard Derrik with expectant expressions. He fumes, but can't argue any further.

DERRIK: Fine. Just a quick look.

As the doors close behind them, the recording begins to play again to the empty computer room.

INT. FACTORY – ELEVATOR

The elevator doors, which come open. The three inside have adopted various poses of impatience.

INT. FACTORY – SCANNER ROOM

Cut to behind the three explorers. We see they are silhouetted against the glow of the scanner room, which has not changed. All three scanners are open.

New angle. Brooke, not Ellie, is the first to step out. She gazes around the room, gives a what-the-heck shrug, drops her backpack again, and steps into the middle scanner.

DERRIK (still in the elevator): Nothing happened. Happy?

Ellie skips out of the elevator, a close up of her sneakers as she steps into the scanner on the right, then her face as she closes her eyes.

ELLIE: You have to get in too, Derrik. There's three, see?

Derrik, sighing heavily, drops his books next to Brooke's bag and slouches over into the final scanner. With a startling suddenness, all three slam shut.

We flick through the three scanners as they power up. Derrik slumps against the back wall, shaking his head in desolate resignation as the lights come on. Ellie stares at the doors in wide-eyed, tight-mouthed terror; as the updraft grabs her and makes her hair stand on end, she lets out a little shriek and begins pounding on the doors. Brooke merely lays one hand on the doors and looks up at the camera.

Fast zoom into her eye, and suddenly a series of images from the original Lyoko show are flicking past at subliminal speed: the original Lyoko gang posing for a group photo, Jeremie at his computer, krabs in the real world firing madly, Jeremie in class, Jeremie in the cafeteria, Aelita's Lyoko form on a laptop screen, a cell phone being flicked open, Jeremie graffiti-ing a wall of the school, a suit of samurai armor attacking, a rubix cube clicking into order, Aelita giving Jeremie a kiss, a wave of red-eyed rats, an activated Tower on a laptop screen, and others, all to the theme of Jeremie.

As quickly as it began, the onslaught ends – with an image of Jeremie stepping into a scanner and turning towards us, wearing a resolute expression, as the doors close on him. We get a moment to catch our breath, then the image blurrs, and we're back in the present. The three scanners open in succession.

Brooke tumbles out, collapsing to the floor in a heap.

Derrik steps out blinking, dazed.

Ellie is the last to emerge. There is something different about her; the way she stands, the set of her brow, indicates simultaneously greater confidence and greater bewilderment.

ELLIE: Jeremie, is something wrong?

Her voice is different, too. Although it's clearly still the same person speaking, a great deal of the shrillness is gone.

ELLIE (CONT'D): I'm supposed to be in Lyo…

She trails off as her hardened gaze takes in the collapsed Brooke, then rises and settles on Derrik.

ELLIE (CONT'D): You're not Ulrich. What's going on?

Close on Derrik, looking confused.

Off on Ellie's glare.

SCENE FOUR

EXT. LYOKO – MOUNTAIN SECTOR

Floating islands, whisps of cloud, stunted trees. XANA's music plays.

The long shot slowly zooms in on a single thick cable arching up from the ground. It pulses red.

The camera follows the pulsations from a few feet above ground, racing along the rocks, picking up speed as it travels. Suddenly, it halts, panning up to frame a Tower. There is a pause of less then a second – then the Tower blinks, as though someone has flicked a switch, from white to faintly luminous red.

END ACT ONE


	5. Act two, scene five

ACT TWO

SCENE FIVE

EXT. FACTORY – LATE AFTERNOON – ESTABLISHING SHOT

INT. FACTORY – ELEVATOR

The doors open slowly. Brooke, Derrik, and the somehow-different Ellie are inside. Brooke is leaning heavily on Derrik's shoulder. Ellie looks disgruntled, Derrik bemused; Brooke has her backpack, and Derrik has his books.

DERRIK: I thought we were going back to the school.

ELLIE: I need to know what's going on

She steps out of the elevator as she speaks, into--

INT. FACTORY – COMPUTER ROOM

--holding one hand between the doors so they don't close.

High angle shot, panning around the room.

DERRIK (sarcastic; exasperated): Ha ha, Ellie, you really had me going for a minute there. Are you done yet?

Derrik steps out, along with Brooke. Ellie strides over to computer desk and picks up the flashlight she left there a few minutes ago, studying it as she speaks. Camera favors her.

ELLIE: My name is Yumi Ishyama. Your turn.

Close on Brooke. Derrik is speaking, but his voice is faded, as if from a great distance.

DERRIK: Ellie, I'm not in the mood for-

BROOKE (whispered, but her voice is louder then Derrik's): Lyoko…

Brooke's POV shot, focusing first on the bickering siblings, then the room beyond.

ELLIE (voice faded like Derrik's, cutting him off): For what? You think I AM? Who are you anyway, one of XANA's monsters?

Closeup on Brooke again.

BROOKE (the same loud whisper): XANA…

Brooke's POV, of the dark computer room. Suddenly – flash! – the abandoned room is replaced with the computer room as it was, brightly lit, every computer monitor alive. It's all slightly fuzzy, soft, dreamlike. Jeremie is in the computer chair. He twists around to face the camera, and his voice is likewise distorted. This is a flashback, after all.

JEREMIE: Yumi, get Aelita down to the scanners now!

The image flicks off. We're back in present-day Factory, still Brooke's POV. Derrik and Ellie continue to argue – their voices still seem far-off.

DERRIK: XANA? Ellie, -

ELLIE: Yumi! Get it through your head, my name is Yumi, not Ellie!

Switch to headshot of Brooke.

BROOKE: Yumi, Aelita, Odd Ulrich Jeremie!

She starts out in a near whisper and crescendos, all but shouting the last name.

Long shot. Ellie and Derrik break off, turning to face Brooke.

DERRIK: Who?

His voice is normal volume now.

BROOKE: The five who disappeared. It was a last ditch effort to defeat XANA. They didn't survive.

DERRIK: Oh, no, now you're in on it too…

ELLIE (right over him): How do you-

BROOKE (right over her): Jeremie left a failsafe. He backed up their memories on his computer. Yumi (she points to Ellie), Aelita, and Jeremie (she taps her own temple).

Ellie squints at Brooke as though trying to see past her, or through her.

ELLIE: I think I remember he… you…

Brooke extends a hand.

BROOKE: My name is Brooke. This is Derrik. I think we need to talk.


	6. Act Two, scene six

SCENE SIX 

EXT. KADIC – DAY

Establishing shot. XANA's music plays faintly throughout the next series of shots.

INT. KADIC – SCIENCE CLASSROOM – LATE AFTERNOON

MS. HERTZ is teaching in the front of the room, writing on the board. There's a microscope on the teacher's desk. It's all very much as we might have found it eight years ago.

Close up on the microscope. BLUE SPARKS leap from the lens to the slide.

INT. KADIC – GYM – LATE AFTERNOON

Long shot. MS. RUCCI is shouting out numbers, and her students are doing push-ups in time.

MS. RUCCI: Seventy-eight! Seventy-nine! Eighty! (etc.)

Most of the students have given up and are lying on the floor, panting. Four or five, including DIANA, are still going strong.

There is a crackle of blue around the lights, and they go out. The gym is dropped into a dusky, long-shadowed near-darkness.

INT. KADIC – DRAMA ROOM – LATE AFTERNOON

Long shot of the drama room, which consists of several rows of chairs and, at the back, a stage raised roughly four inches off the floor. It's not much of a stage. Think wood planks over milk crates quality. ZAO QUIN and a girl with dark skin and elaborately braided hair (CASHAY) are on the stage, rehearsing a scene from a Shakespeare play, possibly Othello. Their audience? The drama class.

Zoom close, rack focus to stage light. It flares; blue lightning-shapes crackle across it, then the whole thing goes out. There is an instant of darkness. Lights come up again on--

EXT. KADIC – CAFETERIA – LATE AFTERNOON – ESTABLISHING SHOT

XANA's music fades out.

INT. KADIC – CAFETERIA – LATE AFTERNOON

Dolly from one end of the cafeteria to a table near the back. The cafeteria is empty, since classes are still going on, except for Brooke, Derrik, and Ellie who are sitting at this table, conversing earnestly. Their voices become louder as we come closer to them.

DERRIK: Okay, I think I get the XANA thing and the Lyoko thing. Can we go over the memory thing again?

Brooke sighs. It appears they've been over this several times already.

BROOKE: Jeremie had to go into Lyoko to release a virus to stop XANA. He didn't think he'd make it out, so he copied his memories, Aelita's, and Yumi's, the idea being if XANA recovered, someone else could take over.

DERRIK: So… where's my sister?

BROOKE: I don't really know. And I don't know where Aelita is, either. You should have downloaded her memories. This… (she taps her own head) …is how the transfer was meant to work.

ELLIE (surly): I prefer this to being a voice in someone's head.

She looks at Derrik, who appears to be experiencing some sort of internal struggle, and her face softens.

ELLIE (CONT'D): (folding) I'm sorry about your sister, though.

Close up on Derrik, who is debating between a callous joke and melodrama. The lights blink off.

When they come on again, we're in a long shot. The students look up with various noises of confusion. The lights turn off again, for good.

Gradually, eyes and camera adjust. It's not completely dark. Outside, the day has progressed from late afternoon to dusk, but enough light filters in through the cafeteria windows for murky colors. The confused noises become muffled as we draw close on our three mains. Ellie, or Yumi, is the first to speak, and the word drops heavily in the near silence.

ELLIE: XANA.

BROOKE (with a decisive nod): I need to send you and Aelita – I mean, Derrik – into Lyoko to stop whatever attack it's planning.

DERRIK (looking around): A little late for that…

Brooke and Ellie are already standing up, Brooke's picking up her backpack and flashlight.

ELLIE: It won't be enough. I don't know how strong XANA is, but if it's recovered from Jeremie's virus, I can't fight it alone. We need people we can trust…

Derrik and Brooke exchange glances and speak two names, quickly, right over each other.

BROOKE: Diana.

DERRIK: Zao Quin.


	7. Act two, scene seven

SCENE SEVEN

DIANA'S TRANSITION CARD – Her Lyoko appearance, grinning. More on that later.

INT. KADIC – GYM – DUSK

The room is about the same as the cafeteria – shadowed, but not pitch black. The students are sitting in the bleachers, and the buzz of white-noise they generate is confused, but not yet panicked. A phone RINGS.

Follow the sound. DIANA is sitting near the top of the bleachers. As the phone rings again, she starts and bends down to grab her bookbag, which is large and red. Close on her rummaging through it. The phone rings a total of four times before she gets it out and open. It is a boring black cell phone.

DIANA: Hel-lo, cell phone of Diana!

Brooke's voice issues faintly from the earpiece.

BROOKE: Hey, it's Brooke.

DIANA: I know. That's the beauty of caller ID.

BROOKE: Are the lights out where you are?

DIANA (looking around with a pensive expression): Let me seee… yes.

BROOKE: So you're not actually doing anything?

DIANA: Ms. Rucci is making us do pushups in the dark.

BROOKE: Really?

DIANA: No.

BROOKE: Well, can you meet me in the cafeteria?

DIANA: Sure. A simple matter of cutting class right under the beak of the Rucci Raptor, sneaking across the grounds past a party of frantic teachers who can't remember where the emergency flashlights are, and probably breaking and entering.

Brooke is accustomed and impervious to Diana's sarcasm.

BROOKE: I'll see you there.

Diana flips her phone shut and gives it a Look before tucking it back away. She then raises one hand high, as though she wants to ask a question. This produces no result. She waves it, wiggles her fingers, and stands up. Still nothing. With a shrug, she shoulders her bookbag and climbs down from the bleachers.

Upcut to --

EXT. KADIC – GYM – GREEN – CONTINUOUS – EVENING

She creeps out of the gym; camera follows as she walks along the school grounds, furtive, stealthy. It is dark outside, the sun below the horizon, the first stars showing above the roofs of the campus. Diana is creeping past a row of low bushes when a party of teachers comes out from behind a corner of one building, preceded by several beams from the flashlights they are carrying.

Diana freezes, then ducks behind the bush, dropping out of sight. A muffled sound of pain is heard from an unidentified source.

ZAO QUIN (OS) (hissing): Hey, this is my bush!

New angle, behind the bush. We can see Zao Quin is crouched behind the shrub, and Diana is in a sort of commando-crawl with one elbow planted on Quin's hand. The dark silhouette of the bush dominates the bottom half of the shot, but above that we can see the teachers, moving off into the woods, possibly speaking in muffled voices.

Diana looks up.

DIANA: I won't be long.

Flick between Diana and Zao Quin. A shaft of light illuminates Diana's face. She is disgruntled and disheveled, twig in her hair, etc. He is enraptured.

Diana's face gets steadily more disgruntled as the moment of silence drags on. She's holding Zao Quin's stare, which is frozen and unchanging until, at last, he gives his head a quick shake and chokes out a slightly squeaky—

ZAO QUIN: Actually, you're welcomed to stay as long as you need to…

Long shot again. The teachers have vanished into the woods, their voices fading, then gone. Diana rises into a crouch to look over the top of the bush.

DIANA: Thanks, but I've got an appointment to keep.

Satisfied the coast is clear, she breaks from her runner's crouch and pounds across the green towards the cafeteria doors. Zao Quin, with somewhat less coordination, follows on her heels.

ZAO QUIN (gasped): Hey, me too.

EXT. KADIC – CAFETERIA – NIGHT

Brooke, Ellie, and Derrik are pressed up against the side of the cafeteria building. Brooke waves frantically; Diana cuts over and grinds to a halt in front of them, Zao Quin following.

DIANA: So, Brooke, what's the emergency and who's your new boyfriend?

She's not even out of breath. Brooke arches an eyebrow.

BROOKE: I assure you, he is not. This is Derrik, this is Ellie-slash-Yumi. Derrik, Yumi, Diana.

Brooke gestures at each of the people she names in turn.

DERRIK: (re: Diana) Okay, hi. (re: Zao Quin) Zao, this is Brooke. (re: Brooke) This is Zao Quin Cheng.

Zao gives Brooke a nod and Diana a flourishing bow, sweeping off an imaginary hat.

ZAO QUIN: Delighted to make your acquaintance.

DIANA (not enthused): Yes, 'delighted' is almost like the word I was going to use. Brooke, you still haven't answered my question.

Long shot, taking in the ground and the silhouettes of several buildings. With a sound like thunder (exactly like thunder, in fact, since it's the same phenomenon), an arc of blue electricity leaps from the cafeteria building. We can't see where it grounds itself, but there is a chorus of car alarms.

Closer, head and shoulders of the group, all of whom are looking up.

BROOKE: Well, it has something to do with that. Let's walk and talk.

Follow them in a series of choppy shots as they race across the school grounds, descend into the sewer tunnels, enter the Factory, and take the elevator down to the scanner rooms. The car alarms fade away as Brooke begins to narrate; her voice is the only sound through the sequence.

BROOKE (VO): Inside the abandoned Factory near our school is the hardware of a virtual world known as Lyoko. It's protected by an artificial intelligence called XANA. Eight years ago, five students from Kadic accidentally activated it, releasing XANA, which embarked on a crusade to destroy the world. They didn't take it seriously at first – it was a game, an exciting secret, as long as they could stop it any time by shutting down the computer. XANA could cause things to happen in the real world by activating Towers in Lyoko, but they could stop it by going into Lyoko and deactivating them.

(CONT'D) Then it went bad. XANA precipitated a disaster that killed several people at the school. The kids tried to turn off the computer and realized it was too late. So Jeremie – he was the computer genius – created a virus to shut XANA down. Only problem was he had to go into Lyoko to release it. Well, it worked, but the whole Lyoko gang was… lost. Except for the memories Jeremie downloaded as a safeguard.

INT. FACTORY - ELEVATOR

The elevator doors open, and the warriors step out. Brooke, leaning against the door to keep it open, finishes her explanation.

INT. FACTORY – SCANNER ROOM

BROOKE (CONT'D): We – Derrik, Ellie and I – downloaded those memories. XANA's gotten around Jeremie's virus, that's the only reason the memory program activated for us. So it's launching some kind of attack, and you need to go into Lyoko so you can deactivate the Tower. Well, so Derrik can.

DERRIK: Right. Because of… uh… Relita.

Brooke and Ellie speak sharply, in concert – Brooke's voice has a tenor note reminiscent of Jeremie.

BROOKE/ELLIE: Aelita

Derrik shrugs, indicating he thinks they're taking this way to seriously, and ambles over to the middle scanner. Ellie has taken the scanner to the right, Diana and Zao are both eyeing the one on the left.

Brooke collects herself, then steps into the elevator. The doors close behind her, and the four warriors watch in silence.

Pan across their faces. Zao is trying to think of a joke. His eyes keep slipping sidelong to Diana. Diana looks angry, but that's normal for her. Derrik is inspecting the ceiling incuriously; Ellie looks determined.

New angle. The three scanners open, and Brooke's voice comes over the speakers.

BROOKE (OS): Testing, testing. No, --

INT. FACTORY – COMPUTER ROOM

Brooke looks completely at home in Jeremie's computer chair, typing away on the keyboard.

BROOKE (CONT'D): --don't respond. I want Ellie, Derrik and Diana in the scanners.

INT. FACTORY – SCANNER ROOM

Back to the scanners. The three named step in.

BROOKE (CONT'D)(OS): The active Tower seems to be in the mountain sector. I'll try and get you as close as I can, but I don't know how close that is exactly.

Zao has his eyes wide and is wearing a sulky, kicked-puppy expression.

ZAO QUIN: I don't get to go? You wound me to the core…

INT. FACTORY – COMPUTER ROOM

BROOKE (terse): I need you in reserve. So… Scanner! Transfer. Virtualization!

We run through the virtualization sequence as she names the stages. Our three warriors turn to face the doors as they close, Derrik, at least, showing some human nervousness. Light rises; spin around as they are scanned. There is a woosh of air and light. Derrik's hair is too short and gelled to go anywhere, but Ellie's pigtails stand on end, and Diana's braids hover above her shoulders, along with any loose pieces. Then (on 'virtualization'), with a flash, we're speeding through a black tunnel shot with red. Flick to—

LYOKO – MOUNTAIN SECTOR

The camera scans a flat strip of land floating above the mist. It is not much more then ten or fifteen feet long, and featureless beyond a single, scrubby tree on the left end. Nosing up towards the flat grey sky – suddenly, a green grid phases into existence, then solidifies into a humanoid form. Wait… it's AELITA. There's something slightly off, though…

Zooming steadily in as 'Aelita' falls to the ground, hits it hard, and rolls over onto her stomach. After a moment, she scrambles awkwardly to her feet. We see only from the back as she holds up one hand and makes a puzzled noise.

Pan quickly around to the front, and we realize what's wrong: 'Aelita' is actually a boy. The ears, pink hair (albeit shorter), and tattoos remain, but the earring is gone, the outfit is a little more masculine, the virtual features rougher, and the eyes dark brown. Oh, it's Derrik. This realization is affirmed as he speaks, examining his outfit.

DERRIK: I'm wearing pink. Why, why, why am I wearing pink?

A pause, but no response. Derrik looks away from his virtual form to survey the landscape. Sweep 360 degrees, Derrik's POV. The sector appears to be completely empty.

Back on Derrik; zoom out. Derrik is a tiny pink figure alone in the mist and floating rocks of the sector. As the frame steadily widens, the first bars of XANA's music play, and we see, on a stretch of floating land not so far away from Derrik's, a kankrelat scurrying forwards.

The camera drops suddenly, past the island with the kankrelat, down to a piece of land directly below. After a moment it dollies onward down the path – one of those continuous, quasi-POV shots – leaping from bit of land to bit of land. We get a lovely virtual tour of the mountain sector.

Not until it is quite far away from Derrik does the motion stop. The shot is of a fairly spacious bit of land that rises in the distance to one of the mountains this sector is named for.

A few feet up, another pair of wireframe silhouettes phase into existence. The first one to drop is Yumi – quite clearly Yumi. Her virtual appearance bears no trace of Ellie, giving some credit to Jeremie's 'subconscious mind' theory… at any rate, she's the fan-wielding geisha we know from the show.

A moment later, she is followed by Diana, who lands in a graceful crouch. Diana's Lyoko persona appears to be some manner of cowgirl-gunslinger: she wears a fringed jacket, high boots, dark pants, and a thick belt with a pair of projectile weapons holstered in it. A turquoise pendant hangs on a leather choker around her neck, but the predominant color is brown.

Diana gives the landscape a good, long look, then glances at her attire, then gives it another. She's noticed Derrik's absence.

BROOKE (VO): Hello, hello. Calling all warriors; come in please. Testing, testing, please do respond this time-

YUMI (cutting her off): We're here.

DIANA: Yeah. Where's 'here' again?

BROOKE (VO): Lyoko. I told you, it's a… it's a computer game.

YUMI (looking around, tersely): Where's Aelita?

Brooke pauses, not exactly sure what Yumi's asking, then plunges in with…

BROOKE (VO): In Derrik's head? Or is that a metaphysical question? To be completely honest, I don't know what happened to Aelita. Her memories should have-

DIANA: She's talking about Derrik.

She punctuates the sharp statement by pulling out one of her weapons and trying to load the barrel. It's a small, square thing, a cartoon rendition of a gun, less offensive then the phasers from the old Star Treks. It also apparently has no moving parts other then the trigger; her practiced motion has no effect on it, prompting a scowl.

DIANA (CONT'D): And he's not here.

BROOKE: What?!

INT. FACTORY – COMPUTER ROOM

Brooke goggles at the screen and begins typing.

BROOKE (CONT'D): No…

DIANA (VO): He's. Not.

LYOKO – MOUNTAIN SECTOR

DIANA (CONT'D): Here.

She reholsters her quasi-gun unhappily.

INT. FACTORY – COMPUTER ROOM

Brooke is typing at an impressive speed.

BROOKE: Okay, hold on. I might have… uh… (some ad-libbed technical terms, then, hissed) …I can't find him!

On the screen, far from the green marks representing Diana and Yumi, several RED DOTS wink suddenly into existence.

Brooke sees, no happier.

BROOKE (CONT'D): Wait. Three monsters just materialized north and –

LYOKO – MOUNTAIN SECTOR

BROOKE (CONT'D): --west of you. If you find them, you should find Derrik.

YUMI: This way.

She turns and begins running. Diana follows half a beat behind.


	8. Act two, scene eight

SCENE EIGHT

EXT. KADIC – CAFETERIA – NIGHT

Long shot: The cafeteria is completely empty and dark.

A flashlight shines onto the ground from OS left; it is soon followed by a party of teachers coming on screen. MS. RUCCI, MS. HERTZ, and MR. ZAREGO are being lead by MS.ROBERTS, who holds the flashlight. Draw in on them slowly, bringing up the audio proportionately.

MR. ZAREGO: …probably blew a fuse. We just need to reset the circuit breaker.

MS. ROBERTS: Does anyone know where the circuit breaker is?

MS. RUCCI (long suffering): Like I said, in the boiler room.

They move off screen to the right, but the camera stays on the cafeteria. Blue sparks are creeping along the metal bits…

Longer shot – the teachers are in the frame again. Suddenly, the sparks convulse, and a bolt of brilliant blue electricity arcs forth from the cafeteria building, grounding itself near the teachers, who burst out in various sounds of fright.

MS ROBERTS: Circuit breaker? BLEW A FUSE?!

Closer. The sparks on the cafeteria gather themselves again, and another bolt leaps forth, to the roof of the next building over, vivid against the night sky. After a moment to become accustomed to the darkness again, the sparks gather, and the lightning leaps from the new building. Follow it, arching and crackling through the air, along the campus from building to building until it leaps down and sinks into the metal hatch over the mouth of the passage to the Factory…

END ACT TWO


	9. Act three, scene nine

ACT THREE

SCENE NINE

LYOKO – MOUNTAIN SECTOR

Derrik is standing, alone, on his tiny patch of land, a pathetic figure in pink. He walks to one end, then to the other, then back to the center with a sigh. He lifts his arms and head, beseeching the sky.

DERRIK: Why me?

A beat. The air does not answer. His head droops.

DERRIK (CONT'D): Don't I at least get a book or something?

Still no answer, of course. But there is a small noise, as of something light landing. Derrik turns his head towards the source.

Derrik's POV: a KANKRELAT is standing at the edge of the strip of land, getting its bearings.

Back on Derrik's puzzled expression.

DERRIK (faintly): What the…?

Long on Derrik as he takes a step forward to investigate. Pan around to an over-the-shoulder as he takes a few more, cautiously. The kankrelat regards him curiously.

The noise of something hitting the ground is repeated, twice. Derrik turns his head to look into the camera, which rapidly pans around to reveal---

---two MORE kankrelats have landed behind him.

Derrik begins to look a little worried.

Long shot – and the kankrelats open fire!

DERRIK: Hey!

He dodges the lasers as best he can, moving sideways towards the long edge of his strip of land. His hands flail as though he can knock aside the lasers.

DERRIK (CONT'D): Okay, not funny any mo – ore…

His last word becomes a drawn-out scream as he steps sideways OFF THE EDGE of the floating land, and is falling. Miraculously, another, larger piece of land is below him – part of a path, in fact, which stretches off into the distance. Like a cat, Derrik somehow lands on his feet, gasping air from his near scrape with 'death.'

At the edge he just fell over, the kankrelats cluster, jostling each other until one is knocked off; then the other two plunge after it. One lands on its back, tiny legs scrabbling comically at the air, but the other two shake it off and immediately send another barrage of lasers in Derrik's direction. He draws a deep breath and begins running down the path; the kankrelats scuttle after him, firing madly.

Choppy, quick shots as he runs. Soon he reaches a place where the path forks, bringing him to a skidding stop. He looks frantically left and right, trying to decide--- the kankrelats are coming up fast--- he glances over his shoulder at the monsters and makes a snap decision, heading right.

Wrong choice! He hasn't gone far when he realizes the path ends just ahead in this direction, widening out to a circular island lined with rocks, a pile of boulders rising in the center. Pan three-sixty, and there is no other path leading off, but the kankrelats are closing in and Derrik isn't ready for another leap of faith, so he runs out onto the island and takes shelter behind the rockpile. Flick between CU on his face (panting, frantic) and the scuttling kankrelats---

As a fan comes SHREIKING through the air, knocking the shell off the first monster. Pan upward. Diana and Yumi are running down the path, behind the kankrelats. Diana pulls out one of her guns, holds it in both hands to aim, and pulls the trigger. A turquoise laser pounds the second kankrelat, which collapses into mechanical detritus.

BROOKE (VO): Good work. Hey, Derrik.

Derrik stands up shakily from behind the rock.

DERRIK: I so didn't sign up for this club.

Diana and Yumi walk up to him, the latter watching him intently as she folds up her fans. He eyes her back, wary, recognizing the girl who occupies his sister's body back on Earth.

YUMI: It's a pretty exclusive club, but membership isn't voluntary. Sorry.

Their gazes lock, in challenge or understanding; a look of regret flickers across her face, and she breaks the staring contest first.

BROOKE (VO): Very philosophical. Now, if you had gone left at that last turn, you'd be in the Tower already, so let's move.

Diana, standing at the point where the path widens into the island, gives a decisive nod.

DIANA: Thank you, Captain. If the clichefest over there is quite finished?

The three set off at a run.

Speed ahead of them, along the path to that last fork, where a single krabb phases into existence.


	10. Act three, scene ten & eleven

SCENE TEN

EXT. FACTORY – NIGHT

The Factory is moodily backlit by a rising full moon. All is quiet, save a few typical night sounds, crickets and so on. Peaceful.

Zooming in slowly, subtly, just for something visually interesting. Just when the image is beginning to get boring---

---a line of actinic blue electricity LEAPS from the cover of the sewer hatch, connecting to the bridge across the river for a fraction of a second, then arching on to the Factory itself before winking out with a noise like a gunshot.

SCENE ELEVEN

INT. FACTORY – COMPUTER ROOM

On the doors of the elevator as they open, allowing Zao Quin out into the computer room. He looks bored.

ZAO QUIN: Bored, bored, bored.

He pauses behind Brooke's computer chair and looks at the map on the screen. Two green and one yellow dot are traveling upwards, towards a red dot. Brooke, who has not yet acknowledged Zao, frowns at the image.

BROOKE (to her earpiece): Krabb, straight ahead. Careful. They're weak, but fast.

ZAO QUIN (dramatically): I. Am. BORED!

One arm extended in a thespian manner, the other hand resting lightly on his forehead, he staggers backwards towards the left (Brooke's left) wall of the Factory and collapses against it, monologueing as he goes.

ZAO QUIN (CONT'D): Alas, stricken by the deadly plague of boredom, I, Zao Quin Cheng, have no choice but to fade away into the background, attenuating and… (etc.)

As he speaks, cut back to the computer, over Brooke's shoulder, then zoom in to---

LYOKO – MOUNTAIN SECTOR

---Yumi, Diana and Derrik taking the place of the two green and one yellow dot in that order. The red dot is replaced by a krabb, shooting at our heroes; Zao's whining fades into the sound of laserfire.

Yumi looses a fan with a battle cry. Hold it in frame as it zooms towards the krabb, which scuttles backward to avoid it. Another fan enters the frame from off screen (right), thrown by Yumi OS, and again the krabb dodges.

Krabb's POV: It lines up on Yumi, target display etched on the screen, and fires. She catches her fans – flying in from OS – and immediately brings them up to block, taking a few steps backwards under the volley of lasers. Derrik cringes behind her, glancing backwards over his shoulder to make sure he isn't about to plummet over the edge of the world (again). One of the lasers makes it through Yumi's defense, then another, and she dissolves into fluttering squares. Derrik watches in terror as the targeting bullseye centers on his face ---

Wide again: Diana has been creeping up while the krabb tackled Yumi. Now she LEAPS atop its shell, both guns in hand, jams the muzzles against the EYE OF XANA symbol, and pulls the triggers. The krabb collapses.

INT. FACTORY – COMPUTER ROOM

---and zoom out to the computer screen again. The red dot representing the krabb winks out, but Yumi's green dot is gone too. Zao's voice fades in again.

ZAO QUIN: …yawning, I am bored. I am bored to the point of exhaustion. I am- stuck?

His tone changes on that word, making Brooke look up, swirling her chair so she faces the left wall, from whence Quin's voice came. Over her shoulder: Zao is trying to pull his foot free of a tangle of cables anchored to the wall and floor, without success.

BROOKE: Oh, for… (into the earpiece mike, irritated:) Diana, Derrik, you should have no problem getting to the Tower from there. I'll be right back.

Removing her earpiece, Brooke stands up from her chair. Without warning ---

CRACK! A bolt of BLUE LIGHTNING spears down from the ceiling! It narrowly misses Brooke, the force of it sending her sprawling, and leaves a scorch mark on her chair.

BROOKE (CONT'D): What the- ?

She scrambles backward on knees and elbows towards the wall. There are blue sparks crawling along the ceiling. Quin jerks his foot with a small, scared whimper, but it remains stuck; off on his terrified expression---

LYOKO – MOUNTAIN SECTOR

A long shot of the landscape sweeps along a narrow mountain-sector path, catching up with Diana and Derrik, who are racing down it, and pacing them. All looks clear. Past their heads and shoulders, we can see the path ends, but it's only a short drop to a wide island beneath. The Tower is centered on that island. Pan upward to the top of the Tower – wreathed in red mist, of course – upcut to---

INT. FACTORY – COMPUTER ROOM

---the crash and flash of blue as another lightning bolt briefly connects the ceiling and floor. Brooke is sprawled on the floor again when the light dies down enough to see, but she lifts her head groggily and gamely attempts to clamber to her feet.

The elevator doors crack open, and Yumi steps out – well, she's ELLIE again, red hair and turtle shirt. She has time to take in the stuck Quin and prone Brooke before a third blue bolt crashes down from the ceiling. Brooke throws herself away from it, dodging by the slimmest of margins.

There is a new sound in the background, a low rumble like distant thunder or the echo of those gunshot-cracks of XANA's lightning, barely discernable, adding to the grim ambience.

As Brooke once more lifts herself from the ground, she sees the returning warrior with some relief.

BROOKE: Get ---

CRASH! Another bolt of lightning, between her and Ellie this time.

BROOKE (CONT'D): Get Zao to the scanners!

As Brooke surges to her feet and sprints for her computer chair, Ellie nods and races over to the trapped Zao Quin, sizing up the situation at a glance. She grabs his calf, clinically, without a thought of propriety.

ELLIE: Kick backwards!

She and Brooke are both speaking loudly to be heard over that distant, thunderous rumble and steadily rising, threatening music. Another crack of the lightning – Brooke finishes her sprint with a slide, ending up under the computer desk.

The thunder and music briefly die with that last crack of lightning. There is a ringing silence; Zao kicks his foot free and falls on his bottom with a thud. Brooke scrabbles her hand across the top of the computer desk until her fingers find her earpiece – a few stray blue sparks cling to it - which she pulls down and speaks into.

BROOKE: Brooke here again. What's going on over there?

LYOKO – MOUNTAIN SECTOR

The pair in Lyoko are hesitating for a teetering instant at the drop between the path they are on and the Tower island. Diana jumps after a fractional pause, landing on her feet with a small exhalation, almost an 'oof.'

DIANA: We're just fine.

INT. FACTORY – COMPUTER ROOM

Brooke is cowering under the desk, the low rumble of thunder and music rising again in the background – muffled by the sheltering desk.

DIANA (CONT'D)(OS): In fact, we're – AH! Something just fell from the sky! Oh, wait, it's Derrik.

DERRIK (OS): He-ey…

LYOKO – MOUNTAIN SECTOR

Derrik is at Diana's feet on the Tower island, standing up and then brushing himself off out of habit.

BROOKE (OS): Hi-larious. I'm going to see about sneaking Quin in for backup, but XANA's trying to fry me, which may pose a problem. Just deactivate the Tower, will you? (there is a crash, muffled, as of XANA's lightning) Over and out.

Diana and Derrik exchange glances, then Diana unholsters both guns and stalks warily closer to the Tower. Derrik follow, equally cautious. Their POV: pan up from the base of the Tower to its dizzying heights. Cut to a high angle shot, as though looking down at them from the top of the Tower.

DIANA: Alright, Pink, you're on.

The perspective returns to normal.

DERRIK: I resent that.

He passes Diana and places one hand against the Tower's side.

Pull out: a pair of kankrelats scuttle out from around one side of the Tower. Derrik, oblivious, frowns in concentration. Diana does notice, but before she can shoot them down, another pair scuttle out from around the other side. She tries to keep them all covered.

Derrik growls and drops his hand to his side.

DERRIK: It's no good. I can't do it.

DIANA: You better.

DERRIK: I—

The four kankrelats suddenly open fire, focusing on Diana. She drops to the ground defensively and returns fire.

INT. FACTORY – COMPUTER ROOM

Brooke rolls out from under the computer, grabbing at the keyboard. The lightning strikes instantly, cracking down towards her; a second later, another bolt spears down between Ellie and Zao and the elevator. The two students are thrown back against the wall.

Brooke is forced to duck back under the desk. She picks up the earpiece and speaks into it, sounding less flippant.

BROOKE: Diana?

LYOKO – MOUNTAIN SECTOR

Diana, on her stomach, uses her elbows to crawl into the relative shelter of one of the huge cables feeding the Tower. The zing and crash of lasers, from her guns and the monsters, is every bit as loud as the rumble of building lightning in the Factory.

DIANA: Brooke! Derrik can't get into the Tower. He's- giving up or something!

INT. FACTORY – COMPUTER ROOM

Tight on Brooke's face.

BROOKE: Don't you dare.

Her voice is low and fierce, so intense that--

LYOKO – MOUNTAIN SECTOR

--Derrik turns his head, as though expecting to see her behind him. She is not, but he speaks to the empty air as if she were.

DERRIK: I can't! I just can't. There's no Aelita, no way to get in, just nothing!

INT. FACTORY – COMPUTER ROOM

Close on Brooke's face, holding the microphone of the earpiece to her lips, tight with desperation.

BROOKE: Try. Again.

She closes her eyes.

LYOKO – MOUNTAIN SECTOR

Derrik's eyes also slide shut, and he places both hands on the Tower, but his eyebrows are drawn into a frown, his face scrunched up in concentration, and he keeps shaking his head. The Tower isn't letting him in.

On Diana. A well-aimed laser from one kankrelat smashes into her, and she dissolves into fluttering blue squares.

On Derrik. He looks about ready to give up (again) when a new voice speaks from the ether – JEREMIE'S VOICE.

JEREMIE (OS): Aelita?

INT. FACTORY – COMPUTER ROOM

It's Brooke speaking, eyes closed, microphone held close, in an eerie imitation of Jeremie.

JEREMIE: Aelita, we need you to deactivate the Tower.

LYOKO – MOUNTAIN SECTOR

Derrik's frown is fading.

JEREMIE (OS): You have to stop XANA, Aelita. Aelita?

We're close on Derrik's face, now totally serene, as his eyes open. THEY'RE BRILLIANTLY GREEN.

Go wide. We can see Derrik, dazed. Kankrelats are scurrying up behind him, taking aim – but he suddenly steps forward, through the wall of the Tower.

INT. FACTORY – COMPUTER ROOM

Crackles of blue lightning illuminate Brooke's face in inconsistent flashes. She reaches out, stretching to touch the top of the desk, and eases her fingers across the keyboard to hit several commands, followed by the 'enter' key. Then her hand drops to her side and her chin to her chest – spent.

LYOKO – INT. TOWER

Derrik/Aelita walks across the symbol of XANA in a somnambulistic trance, rises to the top of the Tower, and rests a hand on the computer screen. There is a frozen moment while it blinks 'identification,' but no name, as though he might be rejected… then 'Aelita' types itself across the screen.

DERRIK (voice whispery, but still his own): Tower deactivated.

Everything fades to blackness, except a single point of light. There is a noise like the world on rewind.

INT. FACTORY – COMPUTER ROOM

Brooke is still slumped. Nothing moves except her mouth.

BROOKE (whispered, or mumbled): Return to the past. Now.

A sheet of white light expands outward from the computer core.

It passes over the immobile Brooke.

It passes over Zao Quin and Ellie, slumped against the wall near the elevator.

EXT. KADIC – GYM – NIGHT

It passes over a group of teachers (Mr. Zarego, Ms. Rucci, Ms. Hertz, Ms. Roberts), walking towards the gym with their flashlights.

INSERT – WORLD

It expands across the globe.

And everything goes back.


	11. Act three, scene twelve

Author's note: Ach! I thought I finished posting the whole screenplay. However, due to formatting problems, I never posted scenes twelve and thirteen. My apologies. Here's twelve now, thirteen will soon follow.

SCENE TWELVE

INT. FACTORY – ELEVATOR

The elevator doors open. Ellie reaches out one hand to keep the doors from closing. Behind her, Derrik and Brooke are standing. This scene looks familiar… ah, it's their first trip down to the scanner room.

Derrik collapses suddenly; Brooke catches him, easing him to the floor. She kneels herself, and rests his head and shoulders on her knees. Ellie looks back with some concern, but says nothing, merely stepping back into the elevator and pressing the topmost button. Camera draws in slowly. After a long pause, Derrik stirs, eyes fluttering weakly.

DERRIK (whispery, hollow): Jeremie?

Brooke shakes her head mutely, but Derrik is actually staring past her, at a patch of air over her shoulder.

DERRIK (CONT'D): Trapped… caught in the dark. So dark. I just want to sleep…

On Brooke's puzzled, concerned frown, then a full-body shot. Brooke gently shakes him.

BROOKE: Der-rik. Rise and shine.

Her cheerfulness is painfully forced. Derrik jolts at the sound of her voice, opening his eyes properly and sitting up with a confused look, like someone who dozed off in the middle of a movie. When he speaks, it is in his normal tones.

DERRIK: Uh- hey. Is it morning already?

Derrik's POV. Pan around the elevator. Past Ellie, the doors open into the large room at the top floor of the Factory.

DERRIK (cont'd): What happened?

BROOKE: We've gone back roughly two hours into the past, before XANA attacked.

Derrik is rising to his feet unsteadily, but at her words he nearly falls.

DERRIK: It's going to happen AGAIN?!

Brooke stifles a laugh at his horrified expression and stands herself.

BROOKE: No! (Beat – she becomes suddenly more serious) Not today, anyway. But it might happen again.


	12. Act three, scene thirteen

_Author's note: still having formatting errors, but I'm just going to let you figure them out._

_Taidine_

SCENE THIRTEEN

EXT. CAFETERIA – NIGHT – ESTABLISHING SHOT

INT. CAFETERIA – NIGHT

Wide angle. It's dinnertime, with students queuing up for food. Zoom slowly on a table at which Brooke, Diana, Ellie, and Derrik are sitting and eating in silence. Zao Quin walks past, not seeming to notice. A few steps away from their table, he stops and glances back over his shoulder, eyes fastening on Derrik. He walks backwards to the table and slides into the seat next to his friend.

ZAO QUIN: Greetings, my fine compatriot. For sooth, they try to feed us swill!

He lifts something covered in sauce on his fork, regards it distastefully, and puts it back. Derrik nods in agreement and shifts stuff around on his tray.

ZAO QUIN (cont'd)(Out of the corner of his mouth)(re: Diana and Brooke): Who're the chicks?

Derrik looks over at him, wondering if this is some bizarre joke.

DERRIK: Diana and Brooke.

There's a beat. Derrik's waiting for the punchline. Quin is waiting for the explanation. This may also be a good time to note he is wearing a fake mustache, hanging slightly crooked below his nose. Diana, Ellie, and Brooke are also looking at him skeptically, but Brooke suddenly realizes what's going on and shakes her head.

BROOKE (somewhat loudly): He can't remember! I never sent him to Lyoko, when we returned to the past… oh, you can explain it to him.

Derrik adopts a long-suffering expression.

DERRIK: Okay, okay. So there's this virtual world called Lyoko—

SIKHANDER(OS): You did say Lyoko?

Pan over to the edge of the table, where SIKHANDER is standing, an empty lunch tray in one hand. He's staring intently at Brooke. She responds with hostility.

BROOKE: Who are you?

Her very suspicion answers his question. He sets the tray down on the table.

SIKHANDER: My name is Sikhander. But I believe the name you will recognize is 'Ulrich Stern.'

On the five at the table with mixed expressions as a drawn-out, dramatic chord plays and the background distorts (as though we were zooming in while dollying out).

Suddenly, everything goes black. The dramatic chord crashes, but sound remains – students chattering, white noise.

When the light comes back up, the shot is of Ms. Rucci, standing by the light switch. She flicks it off and on once more, shouting at the students.

MS. RUCCI: A'right, dinner's over. If you're not in your dorms in ten minutes, extra community service hours. Move out!

New angle, from the right side of the lunch table, so we can see all five gang members and Sikhander.

SIKHANDER: We will speak tomorrow.

He grabs his tray and abandons the table.

Pan through the gang. Zao is just puzzled, Derrik resigned, Diana skeptical, Brooke considering. Off on Ellie's expression, a difficult one to read, as though she is entertaining a notion she shouldn't even dare hope for---

END ACT THREE End of Episode One 

Oh no, what will happen next?

You'll never know, because this was the pilot episode and the network didn't pick it up.

Also, I swore to my sister I wouldn't write anything else CL related unless I got paid for it.

However, if someone else likes my idea and wants to continue the Heirs to Lyoko spinoff, well, I know it's not going to happen, but I like to entertain the thought. I've got a few notions as to what else would happen. In the next episode, for example, XANA would be possessing the cafeteria utensils, which could potentially be much scarier then it sounds.

You're probably wondering some things about the characters. If you're not, I'll fill you in anyway.

Diana does have a Lyoko power: her 'force whip,' a kind of lasso of energy she can use to trip up monsters, swing across chasms, etc. It extends from one of her 'guns'. She can also do a 'force shield' thing, basically equivalent to Odd's shield, to block incoming monster attacks.

Zao Quin does go into Lyoko. His Lyoko form is a 'musketeer' – foppish black coat with lots of lace, poet shirt, broad-brimmed hat with a feather in it, that sort of thing. He wields a rapier. I didn't get as far as his power, but I do have sketches. Isn't it a shame my scanner doesn't work?

Ellie does come back. Well, maybe. Alright, I hadn't really decided on that one yet. But I had a vague idea about her personality integrating with Yumi's or something.

Brooke does become angsty. Well, kinda. The more she works the computer and uses Jeremie's memories, the more her own personality erodes. Pretty soon she's waking up and trying to shove on a pair of nonexistent glasses in the morning, and it quickly gets to the point where she starts to freak out about it.

Aelita does exist. While Jeremie and Yumi's memory/personality fragments were completely dormant while being stored in the computer, Aelita's… woke up, I guess is the word. Anyway, what Derrik finally downloaded was Aelita plus five years of complete sensory deprivation. She's gone more then a little crazy. She occasionally uses Derrik to mumble something cryptic ("A sine wave will continue infinitely. You have to introduce a complementary wave to collapse the form. Or it never, never stops…" Think River from Firefly). In general, however, Derrik doesn't have to worry about identity crises.

Sikhander is not Ulrich. He did download Ulrich's memory, from a device Jeremie was building as a prototype to what he wound up using. However, he refuses to go into Lyoko or do anything Ulrich would be found doing – for fear that he might lose his own identity, like Ellie. He keeps the memories under lock and key.

The original Lyoko gang is not dead. Rather, they're trapped in the code of Lyoko. Like William. Or maybe more like Franz Hopper. They can't affect anything, but Brooke's ongoing project becomes to find them and save them – so that Jeremie can get his memories out of her head, hopefully, and all the pressure won't be on her and her gang of misfits.

Pairings would be weird. I mean, you've got Zao QuinxDiana, which is fairly conventional – he tries to impress her, she tries to hide the fact that she likes him by being horrible to him. Initially there'd be some BrookexDerrik, but Brooke starts to suspect that she only likes Derrik because Jeremie liked Aelita. It is quickly displaced by BrookexSikhander. After all, they're the two who never go into Lyoko. Then there's the really dreadful fact that Yumi rather likes… admires, respects… Derrik, but can't possibly do anything about it because, well, she happens to be his sister at the moment. Told you they were weird.

That's about all. Oh, I have this brownie recipe too… wonder how that got there…

Melt 4 oz. chocolate with 1/2 cup butter. Set aside. Mix 2 cups sugar, 4 eggs, 1/4 tsp salt. Beat until light and creamy. Fold in chocolate mixture into the sugar, eggs and salt. Before the mixture becomes uniformly colored, mix in 1 cup flour and 1 tsp vanilla. Beat that until smooth.

Optional: Fold in 1 cup chopped walnuts.

Also optional: 1 cup chocolate chips.

Credited to my friend, Rena. Enjoy.


End file.
